IS SOCIAL ECONOMY

The Register of Cooperative Societies is a body of the General State Administration, under the Ministry of Labour and Social Economy, governed by Law 27/1999, of 16 July, (BOE of 17), on Cooperatives and Royal Decree 136/2002, of 1 February, (BOE of 15), which approves the Regulations of the Register of Cooperative Societies.

It is a legal register that guarantees the publicity and legality of the constitution of cooperative societies and of the other main acts of corporate life.

Its scope of action extends to co-operative societies that mainly carry out their co-operative activity across several Autonomous Communities, when they do not do so mainly in any of these territories, as well as in the autonomous cities of Ceuta and Melilla. Likewise, the acts of Credit Cooperatives whose activity, whether under a cooperative scheme or not, exceeds the territory of a single Autonomous Community, in accordance with its specific legislation, are entered in this Register.

The purpose of the Register of Cooperative Societies is the classification and registration of cooperative societies and cooperative associations, as well as of the legal acts and businesses determined in the aforementioned Cooperatives Act and in the aforementioned Regulations. It also carries out the functions of legalisation of the books of co-operative societies, the deposit and publication of their annual accounts, and the recording of very serious penalties for infringements of co-operative legislation, as well as the issuing of certificates and any other functions attributed to it by the Regulations.

According to Article 9 of the Regulation, the following acts relating to first- or second-degree cooperative societies must be entered in the register:

  1. Incorporation.
  2. Amendment of the company's Articles of Association .
  3. Granting, modification or revocation of the general powers of management, administration and direction granted by the Governing Council.
  4.  Appointment and removal of the members of the Governing Boardfinancial controllerslegal controllersliquidators and, where appropriate, the sole administrator and the Resources Committee, as well as the managing directors when they are vested with the powers of the aforementioned bodies.
  5. In credit cooperatives, appointment and dismissal of the members of the Governing Council and General Manager and, where appropriate, the members of the Executive CommitteesJoint Committees and Managing Directors, and also creation or liquidation of their branches.
  6. Merger agreements.
  7. Spin-off agreements.
  8. Transformation agreements.
  9. Winding-up of cooperative companies.
  10. Dissolution of cooperative companies.
  11. Cooperative reactivation agreements.
  12. Judicial acts regarding bankruptcy, in accordance with their own legislation.
  13. Agreement of integration into a cooperative group and the corresponding notarial deed.
  14. The firm disqualification of the cooperative.
  15. Any others that may be required by applicable law.

 Acts subject to registration are binding and have effect vis-à-vis third parties only as soon as they are registered. Likewise, the deadlines established by the Cooperatives Act and the Regulations for requesting the corresponding registration of corporate acts from the Register are mandatory. The co-operative society is responsible for the fulfilment of its registration obligations, without prejudice to its internal personal responsibilities.

The Register of Cooperative Societies is public, and is governed by the principles of authentication, priority and successive tract. Publicity shall be effected by means of certifications or simple notes of the registry entries. The certification shall be the only means of reliably accrediting the content of the deeds entered in the Register and shall be issued at the request of those who can demonstrate an interest in the act being registered in accordance with the Law on Common Administrative Procedure for Public Administrations. The principle of publicity may be fulfilled by issuing a simple note of the registry entries, or by displaying them, when so requested or when the aforementioned condition of interested party is not met.